Form 4 for SHC Sotera Health Co

Accepted 2021-11-23 00:00:00 ET · period of report 2021-11-20 · accession 0001822479-21-000077 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
	2021-11-23	2021-11-20	SHC	Leffler Scott J.	CFO, Treas	F - Tax	$22.54	-3,894	701.2K	-0.6%	-$87.8K

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Common Stock, $0.01 par value per share ("Common Stock")	2021-11-20	F	D	3,894	$22.54	701,206	D	—	—	(F1) These securities represent the number of shares of Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations due upon the vesting of 13,043 Restricted Stock Units ("RSUs"), which represents 25% of the RSU award granted to the Reporting Person on November 20, 2020. This RSU award was granted pursuant to the terms of an RSU agreement under the Sotera Health Company 2020 Omnibus Incentive Plan ("2020 Incentive Plan"). Each RSU represents the Reporting Person's right to receive one share of Common Stock, subject to vesting conditions. (F2) Consists of 454,745 shares of vested Common Stock, 207,331 shares of unvested Common Stock and 39,130 RSUs. 38,562 of the unvested shares of Common Stock will vest on a daily basis, pro rata through April 3, 2022. 168,769 of the unvested shares of Common Stock will vest as of the first date on which (i) certain investment funds and entities affiliated with Warburg Pincus LLC and GTCR, LLC (the "Sponsors") have received two and one-half times their invested capital in the company and (ii) the Sponsors' internal rate of return exceeds twenty percent.